Gating the activation and tuning the Ca[2+] frequency response of CaM kinase II Ca[2+] functions as a second messenger for many signaling molecules, including neurotransmitters, hormones and growth factors. One of the central mediators of Ca[2+]/CaM action is the multifunctional CaM kinase II (CaMKII), a ubiquitous Ser/Thr protein kinase that phosphorylates dozens of key cellular proteins and enzymes in the cytosol, plasma membrane, and nucleus. The kinase has been the focus of considerable attention because i) it has a unique architecture with 12 kinase subunits that determine its Ca[2+]/CaM sensing, intracellular targeting, and substrate specificity; ii) it displays a form of molecular memory in which Ca[2+]-dependent autophosphorylation at a Thr residue and/or oxidation at a nearby Met residue switches it to a Ca[2+]-independent (autonomous) state that participates in neuronal memory and other functions; iii) it can respond to the frequency of Ca[2+]-linked stimulation, such as heart rate, and modifies cell function accordingly. Understanding the mechanism and structural basis by which CaMKII decodes the frequency of Ca[2+] spikes is therefore critical to understanding both its physiological and pathological functions. Based on a recent crystal structure and functional analysis of the kinase we hypothesize that the kinase undergoes an equilibrium between a compact structure where its catalytic domains are tightly packed into a central hub composed of its association domain and a more extended structure that is more readily activated by CaM. We will test whether the length of linker sequences between the catalytic and association domains tune the kinase to different frequencies of Ca[2+] spikes and how this is affected by oxidation. We will further examine the effects of gating of the autoinhibitory domain by a pharmacological inhibitor and by a SNP that is associated with increased risk of sudden cardiac arrest. We propose to test its remarkable properties by determining whether the kinase decodes the frequency of Ca[2+] stimuli delivered to cardiomyocytes to increase its autophosphorylation and phosphorylation of its substrates. Finally, we will use our structural and regulatory insights to develop an activator of CaMKII that can be used to evaluate and discover and delineate new CaMKII functions in diverse cell types.